Lost In The Fine Print: How State Law Can Make Or Break An International Entertainment Deal

BusinessHollywood & EntertainmentLost In The Fine Print: How State Law Can Make Or Break An International Entertainment DealByBradfield Biggers,Contributor.Forbes contributors publish independent expert analyses and insights. Bradfield Biggers leads an Entertainment, Media & Music practice.for Legal EntertainmentFollow AuthorJun 08, 2026, 05:38pm EDTInternational buyers approaching 'US law’ as a uniform dealmaking framework may not be prepared for the many variations that exist across state and federal jurisdiction and affect deals very differently.Getty ImagesIn my last article, “Lights, Camera, Due Diligence: What International Investors Miss When Buying US Entertainment Assets,” I discussed the nuances of the relationship-driven entertainment ecosystem in the United States and shared tips for US market entry. However, there are many additional considerations for investors when the goal is to be successful. One important example is international buyers approaching “US law” as if it were one uniform piece of the dealmaking puzzle, when, in practice, it is not at all. Federal law matters, but state law can be just as important. California, New York, Tennessee, Georgia, Texas, Florida and Delaware can all show up in the same entertainment transaction. A company may be incorporated in Delaware, have its main executives in California, maintain financing relationships in New York, shoot productions in Georgia, claim tax incentives in another state and exploit rights globally.That creates many bespoke, complex business and legal issues for each deal. Which state’s employment law applies? Are restrictive covenants enforceable? Are contractors properly classified? Are production incentives transferable? Is there state tax exposure? Does a governing law clause solve the issue, or do the location of employees, founders or operations pull another state into the analysis?A company may be incorporated in Delaware, have its main executives in California, maintain fi...